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GENERAL TERMS AND CONDITIONS OF SALE
The present general conditions are proposed by the company R2 STAND & EVENT, SA registered at the RCS of Paris under the number 522 816 339, located at 26-28 rue de l'Orillon 75011 Paris, and represented by its current manager (hereinafter " R2 STAND & EVENT ").
The general conditions described hereafter detail the rights and obligations of R2 STAND & EVENT and its customer within the framework of their commercial relations.
Any service provided by R2 STAND & EVENT therefore implies the Customer's unconditional adherence to the present general contractual conditions, and its waiver of the Customer's general purchase conditions.
2. Request for study
Any study request from the Customer will lead to the establishment by R2 STAND & EVENT of a commercial and technical proposal which will be accompanied by one or two estimates.
This proposal may include:
Each proposal is subject to a separate quote.
These proposals as well as the corresponding quotations are likely to be amended by R2 STAND & EVENT upon the Customer's express request.
R2 STAND & EVENT reserves the right to refuse the Customer's requests for modifications as soon as it considers the Customer sufficiently informed to make its decision to contract or not.
3. Validation of the order
When the Customer is satisfied with the proposal(s) sent by R2 STAND & EVENT, he must send back to R2 STAND & EVENT the corresponding quotation(s) signed by him, dated and stamped with his company stamp and indicating the mention "Good for agreement".
The signature of the quotation(s) implies the Customer's acceptance of the present contractual conditions, and his renunciation of his own general purchase conditions.
By signing, the Customer also agrees to all the contractual conditions mentioned in the quotation(s), namely:
- Details of the services offered by R2 STAND & EVENT,
- Details of the elements composing the stand, the show-room, the professional event, etc.; it being understood that, unless otherwise stated, all the elements made available to the customer are given to him/her for hire. Any element sold to the client will be expressly indicated,
- Details of the price of the services excluding VAT and the total price excluding VAT and including VAT of the service,
- Terms of payment and duration of validity of the offer.
The signature of the estimate is considered to be the Client's final agreement on all these points.
Any modification of the mission or request for additional services will be the subject of a separate estimate which must be accepted and signed by the Client.
4. Period of validity of the offer
Each quotation sent to the Client has the value of a contract offer.
This offer is subject to a period of validity specified to the Client on the quotation itself next to the indication "Validity of the offer".
At the end of the period indicated on the quotation, the offer proposed by R2 STAND & EVENT becomes null and void.
In the case of a late acceptance of the offer by the Customer, the service defined in the quotation can only be provided in case of express acceptance by R2 STAND & EVENT which reserves the right to refuse the customer's request or to modify the conditions of execution.
5. Conditions for cancellation of the order by the Customer
In case of cancellation of the order by the Customer after the signature of the quotation, (whatever the reason, including the cancellation of the exhibition by the organiser or by administrative decision, case of force majeure...), the full payment of the price will be due to R2 STAND & EVENT, at the Customer's charge to ask for the indemnification of his possible prejudice to the responsible third party.
6. Delivery - Transfer of risk
The delivery will be deemed to have been made when R2 STAND & EVENT gives the Customer the delivery note.
The delivery note is the contractual document established and presented to the Customer by R2 STAND & EVENT.
Upon receipt of the order, the Customer must check the conformity of the order and the good condition of all the elements given to him and sign the delivery note.
In the event that the Customer notices a lack of conformity of the delivered order, he/she must mention it on the delivery note by detailing the nature of his/her reserves which he/she must confirm to R2 STAND & EVENT, by e-mail, within twenty-four (24) hours after the delivery.
Failing this, no claim will be taken into consideration by R2 STAND & EVENT.
In case of reservations regularly reported upon delivery according to the above-mentioned terms, R2 STAND & EVENT commits to replace or repair any defective item delivered to the Customer and to pay the costs related to the replacement or repair of a defective product.
The Customer undertakes to use the rented Products in accordance with their usual destination, and to provide the necessary maintenance for their conservation.
R2 STAND & EVENT undertakes to communicate to the Customer the recommendations necessary for a good use of the elements made available to him.
The Customer expressly acknowledges that he becomes the guardian of the elements made available to him as from their delivery and that he will be, as from this date, considered as civilly responsible for the fact of the products made available to him.
The risks of loss, theft or deterioration of the products are also transferred to him as from the delivery and the signature of the delivery note.
The risks will only be transferred back to R2 STAND & EVENT at the time of the dismantling of the stand and/or the event, it being understood that the Customer is required to wait for the arrival of the dismantling teams and that R2 STAND & EVENT will not, under any circumstances, be held responsible for a damage occurring before the arrival of its teams.
7. Storage
At the Customer's request, R2 STAND & EVENT is able to organise the storage of the elements composing the stand and/or the event, and sold to the Customer with a view to a later reuse.
However, in such a case, the Customer expressly acknowledges that this service is provided by a service provider external to R2 STAND & EVENT which can in no case be considered as the guardian of the stored elements.
In case of theft, loss or deterioration of the stored objects, R2 STAND & EVENT cannot be held responsible.
Any action brought by the Customer must therefore be directly brought against the service provider in charge of the storage without R2 STAND & EVENT being able to be called upon as guarantor in the case.
8. Insurance
The Customer is required to take out any insurance useful for the exercise of its activity and in particular relating to all the products made available to it and of which it is the guardian throughout the duration of the exhibition, from delivery to dismantling of the stand.
9. Prices and Terms of Payment
9.1 Prices
Unless expressly stated otherwise, all prices on the quotations are in Euros and exclusive of tax.
It is expressly agreed between the parties that the prices applied at the time of the order are only binding for the order placed and that they do not bind R2 STAND & EVENT beyond this order.
It is to be noted that only Customers domiciled in France are required to pay VAT.
9.2 Invoice
R2 STAND & EVENT's invoice is sent to the Customer upon receipt of the signed quote.
This summary invoice mentions in particular the amount of the service and reminds the conditions and deadlines for payment.
In the absence of specific mentions on the quote and the invoice, the payment of the order will have to be made for half upon receipt of the invoice, for 40% before the opening of the show and 10% within thirty days after the end of the show.
In the absence of payment on the contractually fixed due dates, R2 STAND & EVENT reserves the right not to honour the services detailed in the quote.
Any complaint relating to the invoices must be made to R2 STAND & EVENT in writing within eight (8) days from the receipt of the invoice.
Failing this, no subsequent complaint will be taken into consideration.
9.3 Interest on arrears and penalty clause
Any amount not paid on the due date shall automatically and without the need for formal notice bear interest at the rate defined in Article L 441-10 of the Commercial Code.
In accordance with articles L441-10 and D. 441-5 of the French Commercial Code, any delay in payment automatically entails, in addition to late payment penalties, an obligation for the debtor to pay a fixed indemnity of 40€ for collection costs.
Finally, in the event of non-payment within 15 days of an unsuccessful formal notice, the Customer shall pay, in addition to the said interest, as a penalty clause, a fixed indemnity equal to 15% of the unpaid amount with a minimum of 150 euros.
The non-payment of a due date automatically leads to the immediate payment of all subsequent due dates, by default.
R2 STAND & EVENT may claim at any time from the Customer any security it deems necessary in order to guarantee the payment of its service.
In case of refusal of the Customer to provide such security, R2 STAND & EVENT may suspend the execution of its own obligations and/or terminate its collaboration with the Customer.
10. Reservation of Ownership
Products sold to the Customer remain the property of R2 STAND & EVENT until full payment of the order price, including interest, fees and accessories.
Whatever the duration of their rental, rented Products naturally remain the property of R2 STAND & EVENT or of the rental company.
In case of non-return of the rented Products at the end of the rental period, R2 STAND & EVENT will invoice the customer the price equivalent to their replacement.
11. Force Majeure
R2 STAND & EVENT is not liable if it is unable to fulfil its obligations due to a case of force majeure. It will not be held to refund the possible deposit or price paid by the Customer.
12. Design and intellectual property
By express agreement between the parties, the graphic and/or electronic representations of the catalogue or stand presentation (illustrations and/or colour charts and/or photographs) presenting the products and/or services have no contractual value.
However, the Customer expressly acknowledges that the designs communicated to him by R2 STAND & EVENT constitute an intellectual work protected by copyright and that any reproduction, representation, even partial of these designs, outside the authorization granted by R2 STAND & EVENT is illegal and constitutes an infringement.
The Customer agrees that the photos of the stands, the designs, the 3D views made by R2 STAND & EVENT can be published by R2 STAND & EVENT for self-promotion/marketing/commercial purposes, on its website, its social networks, its presentation documents such as brochures.
13. Early termination
Any current contract may be terminated by R2 STAND & EVENT without judicial intervention and after giving fifteen (15) days notice to the Customer by registered letter with acknowledgement of receipt in case of non-compliance by the Customer with his contractual obligations and in particular with his payment obligations.
Any termination under the present article makes all due or accrued debts owed by the Customer to R2 STAND & EVENT immediately payable.
R2 STAND & EVENT reserves the right to claim compensation for any prejudice it may have suffered due to an early termination attributable to the Customer.
14. Term of contract
Apart from the hypothesis of early termination referred to in article 14 above, any contract between R2 STAND & EVENT and the Customer ends at the normal term agreed between the parties, which is either the full payment of the purchased Product, or the end of the rented Product.
15. Dispute - Applicable Law
The present general conditions are exclusively governed by French law.
Any dispute, whatever its nature, as well as any dispute relating to the formation or execution of the order, as well as to the formation, execution and interpretation of the present contract, which could not be resolved amicably, will be submitted to the Courts of Paris.
